Definitely better than the first. Storyline was already established so we didn't have sit through all the explainations about the grandfather and why autobots defend earth. There was no closure w/ the gov't guy - only disappointment. Very loud - don't sit to close to the screen stuff moves so fast you're not able to keep up with the good guys and the bad guys. CGI is so real!!! Seemed like they built the robots to stand next to the characters. AMAZING.